United States securities and exchange commission logo
June 28, 2021
Gerard M. Jacobs
Chief Executive Officer
Acquired Sales Corp.
4227 Habana Avenue
Jacksonville, FL 32217
Re: Acquired Sales
Corp.
Amendment No. 3 to
Registration Statement on Form S-1
Filed June 2, 2021
File No. 333-232985
Dear Mr. Jacobs:
We have reviewed your amended registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Unless we note
otherwise, our references to prior comments are to comments in our
January 5, 2021 letter.
Amendment No. 3 for Registration Statement on Form S-1
Notes to the Consolidated Financial Statements
Note 1 - Basis of Presentation and Significant Accounting Policies
Revenue
Disaggregation of Revenue, page 104
1. Your disclosures
indicate that you have sales of raw materials to customers, sales of
products to private
label clients, and sales of products to wholesalers, distributors, and end
users. Please tell us
your consideration of providing disaggregation of revenue by each of
these types of
customers. Refer to ASC 606-10-55-91(c).
Gerard M. Jacobs
FirstName LastNameGerard M. Jacobs
Acquired Sales Corp.
Comapany
June NameAcquired Sales Corp.
28, 2021
June 28,
Page 2 2021 Page 2
FirstName LastName
Note 5 - The Company's Investments , page 110
2. We have reviewed your response to prior comment 4. We note you
continue to state here
and on page 148 that you perform an annual impairment assessment. We
repeat our prior
comment to tell us your consideration of the guidance in ASC
321-10-35-3, that at each
reporting period, an entity that holds an equity security shall make a
qualitative
assessment of impairment.
Exhibits
3. Please file your Lease Agreement for your Kenosha facility and the
$3,750,000
Promissory Note as exhibits pursuant to Item 601(b)(10) of Regulation
S-K.
General
4. We note in your Form 8-K furnished on June 21, 2021, that you signed
letters of intent to
acquire Savage Enterprises, Premier Greens LLC and MKRC Holdings, LLC.
Please
provide us with a comprehensive analysis that specifically addresses
(i) the remaining
steps to complete the merger, (ii) whether the assets and assumed
liabilities to be acquired
meet the definition of a business, (iii) significance of the acquiree
and (iv) whether the
consummation of the business acquisition is probable. Refer to Rule
8-04 of Regulation
S-X. Please also address the need for pro forma financial information
pursuant to Rule 8-
05 of Regulation S-X.
You may contact Ryan Rohn, Staff Accountant, at (202) 551-3739 or
Stephen Krikorian,
Accounting Branch Chief, at (202) 551-3488 if you have questions regarding
comments on the
financial statements and related matters. Please contact Edwin Kim,
Attorney-Advisor, at (202)
551-3297 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any other
questions.
Sincerely,
Division of
Corporation Finance
Office of
Technology
cc: David S. Hunt, Esq.